Ninth Circuit’s Decision in the Ed O’Bannon Case and the Curious Connection with Johnny Football




By: Jason M. Gerber At the end of September the Ninth Circuit issued a decision affirming in part a judgment in favor of Ed O’Bannon and his class members against the NCAA.  The Ninth Circuit holding will not tearing down…

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Opt-In Requirements under Article 8 of the UCC and Nevada Law




BY BEN AUTEN, ESQ. Introduction As discussed herein, Article 8 – Investment Securities (Article 8) of the Uniform Commercial Code (UCC) utilizes certain mechanisms by way of its provisions, which protect lenders in commercial loan transactions.   Interestingly, an ownership interest…

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NRS 40.455(1) and Deficiency Judgments




BY BEN AUTEN, ESQ. In March 2015, the Nevada Supreme Court (the “Court”) determined that, in fact, a receiver sale of real property is a foreclosure sale for purposes of NRS 40.455(1) of the Nevada Revised Statutes.  Moreover, the six…

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Material Adverse Effect: Notes and Practice Tips in Light of Recent Delaware Case Law




BY BEN AUTEN, ESQ. Late last year, the Delaware Court of Chancery (the “Court”) issued findings related to the concept of Material Adverse Effect (“MAE”) (also sometimes referred to as “Material Adverse Change”) that will inevitably affect the negotiation and…

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Equitable Dissolution of LLC in Nevada: A Possibility




By Ben Auten, Esq. Recently, the Delaware Court of Chancery determined that statutory dissolution under the Delaware Limited Liability Company (“LLC”) Act is not the sole and exclusive mechanism for seeking dissolution of an LLC formed under Delaware law.  Pursuant…

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Why DIY is a “Don’t” When Preparing a Deed




DIY — “do it yourself” — may be a good option for planting a garden or fixing a fence, but not when it comes to preparing a deed for your home or other real property. It is almost always considerably…

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The Best Way to Leave an Inheritance to Your Children




According to research by consulting firm Accenture, baby boomers are expected to leave approximately $30 trillion to their heirs over the next three to four decades. If you plan to leave a sizeable inheritance to your children, you want to…

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Legal Considerations for Operating a Franchise in Nevada




Franchising is becoming an increasingly popular choice among those who want to operate their own businesses but don’t want to start from scratch, as franchises offer a proven business concept that can be attractive to the risk-adverse. However, there are…

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The Tax Advantages of Incorporating Your Business in Nevada




Nevada has long been recognized as one of the most business-friendly states in the nation, with a favorable tax climate for businesses that incorporate here. Some of the tax advantages available to corporations in Nevada include: No state business income…

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5 Considerations When Selecting a Business Entity




How does a Nevada business owner decide whether to operate his or her company as a sole proprietorship, partnership, limited liability company (LLC) or corporation? Here are five considerations for making that decision: Legal liability protection. How insulated do you…

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